Resignation of directors and signing of minutes

CS Arjun Rajagopal (B.com, ACS) (1056 Points)

26 November 2018  

1. If directors Mr. A, B and C tender their resignation letters on 26.11.2018 with immediate effect and the company also receives the resignation letters on 26.11.2018. In such scenario, can the said directors attend complete board meeting on 26.11.2018 and constitute quorum for the complete board meeting?

2. If above is yes, suppose Mr. A is elected as the chairman and if first two agenda items are appointment of Mr. D and Mr. E as additional directors and then the last three agenda items are taking note of resignation of directors Mr. C, Mr. B and Mr. A. In such scenario after the resignation of Mr. C and Mr. B, what will happen to quorum?. Can the said directors still constitue quorum for the board meeting and conclude the proceedings of the board meeting?

3.Also Can Mr. A act as chairman throught the board meeting and sign the board minutes?

Learned members please post your views.